Sec Form 3 Filing - OAK HILL ADVISORS LP @ Emerge Energy Services LP - 2019-12-20

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person OAK HILL ADVISORS LP 2. Issuer Name and Ticker or Trading Symbol Emerge Energy Services LP [ EMESZ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 1114 AVENUE OF THE AMERICAS, 27TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 12/20/2019 (Street) NEW YORK, NY10036 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Units representing limited partner interests 28,823,576 I See footnotes ( 1 ) ( 3 ) ( 4 ) Preferred Interests representing limited partner interests 31,395,348 I See footnotes ( 2 ) ( 3 ) ( 4 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other OAK HILL ADVISORS LP 1114 AVENUE OF THE AMERICAS, 27TH FLOOR NEW YORK, NY10036 X Oak Hill Advisors GenPar, L.P. 1114 AVENUE OF THE AMERICAS, 27TH FLOOR NEW YORK, NY10036 X Oak Hill Advisors MGP, Inc. 1114 AVENUE OF THE AMERICAS, 27TH FLOOR NEW YORK, NY10036 X AUGUST GLENN R 1114 AVENUE OF THE AMERICAS, 27TH FLOOR NEW YORK, NY10036 X OHA Emerge Equity BL, LLC 1114 AVENUE OF THE AMERICAS, 27TH FLOOR NEW YORK, NY10036 X Signatures /s/ Glenn R. August of Oak Hill Advisors, L.P. 03/05/2020 Signature of Reporting Person Date /s/ Glenn R. August of Oak Hill Advisors GenPar, L.P. 03/05/2020 Signature of Reporting Person Date /s/ Glenn R. August of Oak Hill Advisors MGP, Inc. 03/05/2020 Signature of Reporting Person Date /s/ Glenn R. August 03/05/2020 Signature of Reporting Person Date /s/ Glenn R. August of OHA Emerge Equity BL, LLC 03/05/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Oak Hill Advisors, L.P. ("OHA") is an advisor to client accounts (directly or indirectly through a subsidiary) which own, in the aggregate, 28,823,576 shares of Common Units. OHA Emerge Equity BL, LLC is a special purpose investment vehicle wholly owned by client accounts which owns, in the aggregate, 20,061,209 shares of Common Units. No OHA client account, directly or indirectly, owns more than 10% of the issued and outstanding shares of Common Units. ( 2 )Oak Hill Advisors, L.P. ("OHA") is an advisor to client accounts (directly or indirectly through a subsidiary) which own, in the aggregate, 31,395,348 shares of Preferred Interests. OHA Emerge Equity BL, LLC is a special purpose investment vehicle wholly owned by client accounts which owns, in the aggregate, 21,851,163 shares of Preferred Interests. No OHA client account, directly or indirectly, owns more than 10% of the issued and outstanding shares of Preferred Interests. ( 3 )Oak Hill Advisors GenPar, L.P. is the general partner of OHA. Oak Hill Advisors MGP, Inc. is the managing general partner of Oak Hill Advisors GenPar, L.P. Mr. Glenn R. August controls OHA, OHA Emerge Equity BL, LLC, Oak Hill Advisors GenPar, L.P. and Oak Hill Advisors MGP, Inc. and may be deemed to have an indirect beneficial interest. OHA receives, directly and indirectly, management fees or incentive fees with respect to certain accounts that it advises. None of such fees constitute an indirect pecuniary interest for purposes of Rule 16a-1.. ( 4 )Pursuant to Rule 16a-1 under the Exchange Act of 1934, as amended (the "Act"), the reporting persons shall be deemed to be the indirect beneficial owner of the securities beneficially owned by the OHA client accounts only to the extent of their respective pecuniary interest. Pursuant to Rule 16a-1(a)(4) under the Act, this filing shall not be deemed an admission that the reporting persons are, for purposes of Section 16 of the Act or otherwise, the beneficial owners of any securities owned by the OHA client accounts, in each case except to the extent of such pecuniary interest

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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